Articles of association of Les Maisons de Joseph declared under the law of July 1, 1901 and the decree of August 16, 1901.
ARTICLE 1 – NAME
An association governed by the law of July 1, 1901 and the decree of August 16, 1901 is founded between the members of the present statutes, with the title : Les Maisons de Joseph
ARTICLE 2 – PURPOSE
The aim of this association is to combat social exclusion.
ARTICLE 3 – REGISTERED OFFICE
The registered office is located at 3 rue de Bône, 06400, Cannes.
It may be transferred by simple decision of the Board of Directors.
ARTICLE 4 – DURATION
The duration of the association is unlimited. The Extraordinary General Meeting may decide to dissolve the association early.
ARTICLE 5 – COMPOSITION
The association is made up of :
a) Founding members
b) Active members
c) Supporting members
d) Honorary members
ARTICLE 6 – ADMISSION
The association is open to all.
To join the association, you must be approved by the Board of Directors, which decides on applications for admission at each of its meetings.
The Board of Directors reserves the right to accept or reject an application for membership; in accordance with legal provisions, reasons need not be given for rejection.
ARTICLE 7 – MEMBERS – DUES
The founding members are the constituent members identified above.
Active members are those who have been accepted by the Board and who have paid the annual subscription, the amount of which is set annually by the Board of Directors.
Benefactor members are those accepted by the Board of Directors, who pay an annual membership fee and an entrance fee set annually by the Board.
Honorary members are those who have rendered outstanding services to the association and have been accepted by the Board of Directors. They are exempt from contributions. This title may also be awarded to any prominent French or foreign figure whom the Board of Directors wishes to honor and whose patronage it desires.
ARTICLE 8 – DEREGISTRATION
Membership is lost by :
a) Resignation ;
b) Death ;
c) Expulsion by the Board of Directors on serious grounds. In such a case, the member will have the opportunity to present his or her arguments in defense, prior to exclusion, at a meeting of the Board of Directors, in accordance with the conditions laid down in the internal regulations.
ARTICLE 9 – MEMBERSHIP
The present association is not affiliated to any federation.
It may, however, join other associations, unions or groupings by decision of the Board of Directors.
ARTICLE 10 – RESOURCES
Resources include: membership fees, public subsidies and manual donations.
More generally, the association’s resources consist of all those not prohibited by law or regulation.
ARTICLE 11 – ORDINARY GENERAL MEETING
All members of the association may attend the Ordinary General Meeting in whatever capacity (founder, active, benefactor or honorary), but only founder and active members who have paid their membership fees are entitled to vote.
It meets once a year.
At least fifteen days before the date of the meeting, the members of the association are convened by the secretary.
The agenda is set by the Board of Directors after prior consultation with all members of the association.
The Chairman, or Vice-Chairman in the event of justified absence, assisted by members of the Board, chairs the meeting and reports on the Association’s moral situation and activities.
The treasurer, or deputy treasurer in case of justified absence, reports on his management and submits the annual accounts (balance sheet, income statement and notes) to the meeting for approval.
Only items on the agenda may be discussed.
Decisions are taken by a two-thirds majority of votes cast by at least half the members entitled to vote present or represented.
All decisions are taken by a show of hands, except for the election of Board members. The number of votes for, against and blank will be counted.
Decisions taken at General Meetings are binding on all members, including those absent or represented.
ARTICLE 12 – EXTRAORDINARY GENERAL MEETING
If necessary, or at the request of half plus one of the registered members, the Chairman may convene an Extraordinary General Meeting, in accordance with the procedures set out in these Articles of Association and solely for the purpose of amending the Articles of Association, dissolving the company or dealing with real estate.
The procedure for convening the meeting is the same as for the Ordinary General Meeting.
Decisions are taken by a two-thirds majority of votes cast by members present or represented.
ARTICLE 13 – BOARD OF DIRECTORS
The association is managed by a Board of Directors made up of up to nine members, elected for two years by the Annual General Meeting. Elected members are eligible for re-election.
In the event of vacancies, the Board of Directors temporarily replaces its members. They are replaced at the next Annual General Meeting. The powers of the members thus elected end when the term of office of the members replaced expires.
The Board of Directors meets as often as necessary, when convened by the Chairman, or at the request of one-third of its members.
The Board of Directors is vested with the broadest powers to administer the association, within the limits of its purpose and subject to the powers of the General Meeting.
It authorizes the Chairman to take legal action. The Board of Directors defines the main orientations of the association. It approves the association’s budget and annual accounts.
Decisions are taken by a two-thirds majority of votes cast by at least half the Board members present or represented.
The number of votes for, against and blank will be counted.
Any member of the Board who, without excuse, has not been validly represented at three consecutive meetings will be deemed to have resigned.
ARTICLE 14 – THE EXECUTIVE COMMITTEE
The Board of Directors elects an Executive Committee from among its members:
1) A Chairman who alone represents the association in all civil acts and is vested with all powers to this effect. It is responsible for implementing the decisions of the Board of Directors and overseeing the administration of the association. He is the chief authorizer of the association’s income and expenditure. With the prior authorization of the Board of Directors, the Chairman may delegate part of his powers, under his responsibility, to one or more agents of his choice, who may or may not be members of the Board of Directors.
2) One (or more) Vice-Chairman(s), who assists the Chairman in the performance of his duties and replaces him if he is unable to act.
3) A secretary in charge of convening meetings. He draws up or arranges for the drawing up of minutes of meetings of the Executive Committee, the Board of Directors and the Annual General Meeting. It keeps the register provided for in article 5 of the law of July 1, 1901.
4) If necessary, one (or more) assistant secretary(s) who assists the secretary in the performance of his/her duties and replaces him/her in case of impediment.
5) A Treasurer, who is responsible for drawing up, or having drawn up, the Association’s accounts. He is responsible for calling up membership fees. Under the supervision of the Chairman, he pays and receives all sums authorized by the Chairman or the Board of Directors. He draws up a report on the association’s financial situation and presents it to the Annual General Meeting.
6) If necessary, one (or more) deputy treasurer(s), who assists the treasurer in the performance of his/her duties and replaces him/her in the event of impediment.
All functions, including those of members of the Board of Directors and the Executive Committee, are free of charge and voluntary. Only expenses incurred in the performance of their duties are reimbursed, based on receipts. The financial report presented to the Annual General Meeting sets out the reimbursement of mission, travel and entertainment expenses for each beneficiary.
ARTICLE 16 – RULES OF PROCEDURE
Internal regulations drawn up by the Board of Directors and approved by the Annual General Meeting set out the conditions for implementing these bylaws, and may set out various points not covered by these bylaws.
ARTICLE 17 – DISSOLUTION
In the event of dissolution in accordance with Article 12, one or more liquidators are appointed, and the net assets, if any, are transferred to a non-profit organization in accordance with the decisions of the Extraordinary General Meeting deciding on the dissolution. Net assets may not be transferred to a member of the association, even in part, unless a contribution is made.
ARTICLE 18 – GIFTS
The annual report and accounts, as defined in article 11 (including those of local committees), are sent each year to the Préfet of the département.
The association undertakes to produce its registers and accounting records at the request of any administrative authority concerning the use of donations it may be authorized to receive, and to allow visits to its establishments by representatives of the competent authorities, and to report to them on the operation of said establishments.